DPW Holdings, Inc. (NYSE American: DPW) a diversified holding
company (“DPW,” or the “Company”) announced that the
Company has complied with all requirements of the Final Order in
the Derivative Action and that Howard Ash has joined its board of
directors (the “Board”).
As previously disclosed, the United States District Court in the
Central District of California (the “Court”) issued a
preliminary order on April 15, 2020 (the “Preliminary
Order”) approving a Motion for Preliminary Approval of
Settlement in the derivative action filed on July 31, 2018. The
Preliminary Order approved a definitive settlement agreement dated
February 24, 2020 (the “Settlement Agreement”), that was
intended to settle the derivative litigation captioned Ethan Young
and Greg Young, Derivatively on Behalf of Nominal Defendant, DPW
Holdings, Inc. v. Milton C. Ault, III, Amos Kohn, William B. Horne,
Jeff Bentz, Mordechai Rosenberg, Robert O. Smith, and Kristine Ault
and DPW Holdings, Inc., as the nominal defendant (Case No.
18-cv-6587) (the “Derivative Action”).
As previously disclosed, the Company subsequently announced the
issuance of the final order (the “Final Order”), which
approved the terms of the Settlement Agreement. On July 16, 2020,
the Court entered a Judgment based upon the Final Order (the
“Judgement”).
Under the terms of the Final Order approving the Settlement
Agreement, the Board has implemented certain reforms to the
Company’s bylaws, committee charters, corporate governance
policies, and the composition of the Board, including the
resignation of Amos Kohn as a member of the Board and as the
Company’s President and the appointment of two new independent
directors, one of whom, Ms. Jodi Brichan, was appointed to the
Board on December 30, 2019. As of August 13, 2020, the Company had
fully complied with its obligations under the Final Order and the
Judgment.
On August 13, 2020, as noted above, the Company appointed Mr.
Ash to the Board.
Mr. Ash will also serve on the audit, compensation and
nominating and governance committees.
“I am delighted to join the board of DPW Holdings, Inc. I look
forward to bringing my experience to the board and playing a role
in the continuing development of the company in realizing and
fulfilling its vision,” said Howard Ash.
DPW’s CEO and Chairman, Milton “Todd” Ault, III said, “We are
excited to have Howard join our board. We will greatly benefit from
his CEO and public company board experience as well as his global
operations expertise as DPW continues to execute its strategy of
diversified, profitable global growth,” he adds.
Howard Ash is an accomplished executive with extensive
experience in business and finance, who served as CEO, COO and CFO
to a variety of high profile, international companies. Mr. Ash
continues to serve as Chairman of Claridge Management since 2000.
Mr. Ash was a director of Net Element, Inc., (NASDAQ-NETE) from
June 13, 2016 through July 13, 2020 serving as Chairman of both the
Audit and Compensation committees, as well as the Nominating and
Governance Committees during his tenure. He served as Chief
Operating Officer of BioCard Corporation from 1997 to 2007. He
served as Chief Operating Officer of CITA Americas, Inc. from 1996
to 1997. Mr. Ash served as Chief Executive Officer of IEDC
Marketing, Inc. from 1992 to 1996. He held a CFO/Chief Strategist
position at Abrams, Ash & Associates from 1990 to 1992. Mr. Ash
currently serves on the Advisory Board of the UK based E2Exchange,
the Institute of Entrepreneurs, since 2011, and is the only non-UK
citizen holding that position. Mr. Ash served from 2009 to 2014 in
a senior development and strategic capacity for One Laptop Per
Child, a global NGO created to provide educational opportunities
providing laptops to the world’s poorest children. Prior
Chairmanships include the 2009 through 2012 term for the Sturge
Weber Foundation, a non-profit organization dedicated to curing
this rare but fatal syndrome affecting children. Previously, Mr.
Ash was an Advisory Board Member to Edge Global Investment Limited
which forged a strategic partnership with the Africa Forum,
consisting of 37 former Heads of State and Government. Mr. Ash
started an interest-free micro-loan society in 1987 that has
provided more than $15 million in micro-loans throughout the United
States and Israel. In 1999, Mr. Ash founded the Circle of Life
Resource Center, Inc., a food bank in Miami, Florida that feeds
several hundred families per week. Howard earned a Bachelor of
Commerce degree, with Honors in Accounting and Law from the
University of Witwatersrand (South Africa) in 1980. The Company
believes that Mr. Ash’s extensive experience as a business and
finance executive and member of multiple oversight bodies, provides
him with the necessary skills to be qualified to serve as a
director of the Company.
While Amos Kohn resigned as a member of the Board and as the
Company’s President, he remains the President and CEO of the
Company’s wholly owned subsidiary, Coolisys Technologies Corp. The
Company acknowledges and thanks Amos for his more than a decade of
service as President and looks forward to exciting developments
expected from his continued leadership at Coolisys Technologies
Corp.
For more information on DPW Holdings and its subsidiaries, the
Company recommends that stockholders, investors and any other
interested parties read the Company’s public filings and press
releases available under the Investor Relations section at
www.DPWHoldings.com or available at www.sec.gov.
About DPW Holdings, Inc.
DPW Holdings, Inc. is a diversified holding company pursuing
growth by acquiring undervalued businesses and disruptive
technologies with a global impact. Through its wholly and
majority-owned subsidiaries and strategic investments, the Company
provides mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, and textiles. In addition, the Company
extends credit to select entrepreneurial businesses through a
licensed lending subsidiary. DPW’s headquarters are located at 201
Shipyard Way, Suite E, Newport Beach, CA 92663;
www.DPWHoldings.com.
Forward-Looking Statements
This press release contains “forward looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These forward-looking statements generally include
statements that are predictive in nature and depend upon or refer
to future events or conditions, and include words such as
“believes,” “plans,” “anticipates,” “projects,” “estimates,”
“expects,” “intends,” “strategy,” “future,” “opportunity,” “may,”
“will,” “should,” “could,” “potential,” or similar expressions.
Statements that are not historical facts are forward-looking
statements. Forward-looking statements are based on current beliefs
and assumptions that are subject to risks and uncertainties.
Forward-looking statements speak only as of the date they are made,
and the Company undertakes no obligation to update any of them
publicly in light of new information or future events. Actual
results could differ materially from those contained in any
forward-looking statement as a result of various factors. More
information, including potential risk factors, that could affect
the Company’s business and financial results are included in the
Company’s filings with the U.S. Securities and Exchange Commission,
including, but not limited to, the Company’s Forms 10-K, 10-Q and
8-K. All filings are available at www.sec.gov and on the Company’s
website at www.DPWHoldings.com.
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